• Published 21st Oct 2012
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A Wolf in Sheep's Clothing - Dee Pad

Can a changeling truly renounce his identity and find happiness amongst those he was taught to hate?

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Chapter 1: High Time for Change

A Wolf in Sheep’s Clothing
By Dee Pad

Chapter 1: High Time for Change


"How dare you speak to your queen this way!"

Her voice bellowed throughout the room but, despite its intensity, fell on deaf ears as it was drowned out by a sea of shouting changelings. Her subjects had all gathered in her throne room, a hollowed out cave in the side a mountain, to voice their complaints to their queen. Her “throne”--if one could call it that--sat upon a raised stone platform overlooking the chamber. Chrysalis stood atop the platform, staring down at the mob of angry changelings. She attempted to quiet them down through intimidation, baring her sharp fangs and standing tall as if she were prepared to defend herself from some vicious beast.

It wasn’t working.

Following her recent attempt, and failure, to overthrow Princess Celestia and take her place as ruler of Equestria, Chrysalis and her subjects had been cast back to their own lands. In the few days that succeeded it, the changelings had become unruly, and for good reason. For years she had promised her people a chance at a better life. A new life where they wouldn’t have to struggle for survival in the wilderness. The changelings followed her because of these promises. They were persuaded by her confidence and determination. It was infectious. Despite the poor living conditions they had to endure, they remained in high spirits because their queen would reassure them that a better life awaited them. They respected and worshiped her, like the queen in a colony of bees.

But all they saw now was a liar and a traitor. All of their hard work, the years spent training and planning for this “Grand Takeover”, as she called it, was all for naught. They had trusted her. She filled their heads with thoughts of a better existence, only to have it yanked away from them at the last minute.


Her voice reverberated around the cave. But they didn’t listen. The only ones who showed any sort of reaction were the few, very few, that still trusted her and remained loyal to her. A dozen or so changelings were gathered around the base of her platform, donning deep blue armor, hoping to prevent any of the enraged ones in the mob from attempting to assault their queen. A futile effort considering there were approximately a hundred of them gathered there and likely more beyond the entrance of the cavern.

Chrysalis’ expression fell. Her seething anger replaced by one of remorse and harsh realization. Her subjects didn’t love her anymore. For years she had enjoyed being queen. Not because of the benefits but because of the admiration and respect she received from her subjects. The promises she had made were not empty. She made them with the full intent to carry them out. She made them because she knew it would make her people happy. And seeing them happy made her happy.

But all that was gone now. Like an artist’s masterpiece going up in flames, the respect and love she had garnered over the years had been burnt to cinders. She felt her stomach tighten and a wetness forming in her eyes. She hadn’t cried since she was small. There was never any reason to cry as long as there was hope. Hope that she would one day be able to fulfill the promises she had made. Was that hope gone? Would her subjects never love her again?


No, it was still there. As long as she was alive, so was that hope. Even though her subjects were lashing out at her right now, there was still a chance she could win them back. She steeled herself, hoping that none of them had noticed that she had been on the verge of tears. She wouldn’t allow her people to see her cry. Doing so would mean losing whatever shreds of respect they may have still had for her.

Her expression became serious and determined. Her gnarled horn began to glow a bright, neon green. A wall of vivid, emerald fire suddenly erupted around the perimeter of the room, surrounding the mob of changelings. Those who were standing near the walls began to push themselves into the crowd to avoid getting singed by the ethereal flames. She had their full attention now and could finally get a word in edgewise.

“You all disgust me,” she said, summoning as much venom in her voice as she could muster. She didn’t like speaking to her subjects that way, but at this point it seemed necessary. She needed to maintain her dominance in order for this to work. “One little failure and you all start a rebellion? Do you think the ponies under Celestia’s rule would turn against her if she failed to defend her throne?” She allowed a few moments to pass to see if anyone would be brave enough to respond despite the question being rhetorical. When no one did, she continued. “No, they wouldn’t. Because they have faith in her. Faith that she will triumph in the end. So who is to say that we, too, will not be victorious? One defeat should not deter us from our goal. If at first you don’t succeed, try, try again.” An old mantra that even the Changelings have heard throughout their lands, isolated from the rest of Equestria.

They were beginning to catch on. This was one of the easiest parts of being Queen of the Changelings. They were simple minded. They elected a leader so that they would have someone to follow. Without a leader, they had no cause, no reason. They were a colony. Their leader’s goal was their goal too. If Chrysalis wants to take over Equestria, then so do they. Had she been unsuccessful in persuading them to her side once more then she would have been dethroned and a new leader would be elected to take her place. But thankfully they seemed to take her words to heart. They began to realize that she had another plan. What they didn’t realize, however, was that not even Chrysalis knew what this plan was. She was making a desperate gamble in an attempt to win them back, but at least it was working for now.

“It may take some time to put a new plan into action,” she began again, her confidence genuine now whereas before she had been struggling to maintain it, “But I can assure you that, when the day comes, Equestria will be ours.”

She did not receive the cheers and applause she had been expecting. Instead there were murmurs and looks of skepticism all across the crowd. Clearly she hadn’t won them over completely but it would have to do for now.

The green flames died down and the changelings began to turn and exit the chamber. The only ones who remained were those few who still swore undying loyalty to her. When the last members of the mob had disappeared beyond the entrance, Chrysalis sat down on her throne and breathed a heavy sigh, one of both relief and dejection. She had barely gotten out of that situation but could very well have dug her own grave. If her next plan, whatever that was, were to fail, there would be no retribution.

***** ***** *****

The Changeling Kingdom, as they called it, wasn’t really much of a kingdom at all. It consisted of many forests, open plains and a few mountains. To the average pony who didn’t know any better, it might seem like a picturesque expanse of land suspended in a perpetual autumn. All of the flora in this land were decorated with golds, reds and oranges the year round. Ponies used to live there once upon a time, but when the changelings showed up it was fight or flight. Those who chose to fight were likely never seen again, or perhaps they were if their killers decided to make use of their shapeshifting abilities. Whatever the case, with no ponies around to regulate the weather and seasons, the land was left as it currently sits and the changelings made their home there. Now nopony is foolish enough to go near the place.

“I’m fed up with all of this.”

From a grove within one of the kingdom’s many forests, sat a small community of changelings. The village was made up of six houses, though ‘houses’ may not be the most accurate term. They may be better described as "hovels," slapped together with logs, sticks and rocks so that they vaguely resembled homes.

From the center of this village one could hear a conversation between a trio of changelings.

“You're not really going to leave, are you?” said the sole female changeling in the group. Her mane was long, straight, colored a deep, almost black, shade of purple and, as is normal for changelings, full of strange holes. Her eyes, in complete contrast to the rest of her body, were bright pink and clearly showing her concern.

The male she was addressing had a short, somewhat scruffy, navy blue mane and his eyes were a dark shade of green.

“Do you really still trust her after what happened?” he said, answering her question with another.

“Well...yeah,” she said sheepishly. “I think she deserves a second chance, she promised that next ti-”

“Don’t you get it?” he interrupted. “She only said that to cover her own hide.” The female winced as he snapped at her. “You’re just like the rest of them, Chamella. A mindless drone who’s easily persuaded by a simple pep talk. That’s not enough to convince me that she deserves another chance.”

Chamella’s eyes lowered to stare at the ground in defeat. She wasn’t very good at arguing.

“So, what, you’re gonna up and leave just because of that?” asked the other male. His jet black body was complemented by the deep red colors of his eyes and spiky mane.

“Why wouldn’t I?” he responded. “To be honest, I’m surprised you’re not up-in-arms about this too, Guise.”

Guise smirked. “Sure, I’m upset. But that doesn’t mean I’m gonna do something stupid like run off all by myself.”

“And why not? You have every reason to.”

“Let me ask you something, Shade,” Guise began. “What do you plan to do? After you leave the Changeling Kingdom that is.”

“I’m gonna do what Chrysalis promised us but failed to deliver. I'm going to find a better life for myself. I’m sick of living in this desolate forest,” Shade answered, glaring at Guise.

Guise nodded, the smirk having not yet left his face. “And how exactly do you plan to do that? Don’t tell me you’re gonna try to co-exist with those ponies.”

Shade didn’t deliver a response. He simply continued to stare down Guise.

“You do? You can’t be serious.” Guise replaced his smirk with a full smile, accompanied by raucous laughter. “You idiot. There’s a reason we live in this ‘desolate forest’ in the first place; those ponies hate us.”

“Judging from what I’ve seen and heard, ponies can be very accepting. They co-exist with griffons, zebras, even dragons. It’s not much of a stretch to think they’d be willing to give a changeling a fair shake.”

“See, now you’re just being a hypocrite,” Guise stated flatly. “You won’t give Chrysalis a second chance, but you expect the ponies to do so for you? To them, we’re just monsters who seek to ruin lives for our own selfish gain. The only way you could live with them is if you were to disguise yourself as one.”

“Is that your plan, Shade?” Chamella asked, concern still evident in her voice.

“No,” Shade said bluntly. “Like I said, it’s not improbable that they’d be willing to accept me into their society. It may take a bit of convincing, but I think I can pull it off.”

“And when you’ve finally earned their trust, you swoop in for the kill,” Guise joked, earning a disapproving stare from his two companions.

“You don’t have to leave, Shade,” Chamella said. “Can’t you just stay until we know what Queen Chrysalis has planned?”

Before Shade could answer, Guise cut in. “It doesn’t matter anyway. I’d wager that he comes crawling back within the week, run out of whatever town he ends up in,” he laughed. “Face it, Shade, you’re just as lost as the rest of us without a leader. Unless you find somepony you wanna impersonate, you’re not gonna have a clue what to do with yourself. After all, changelings don’t have cutie marks or special talents like ponies do.”

Shade didn’t dignify him with a response. He simply turned around and began to walk toward the path out of the forest.

“Please don’t go,” Chamella pleaded, her voice barely above a whisper but enough for Shade to hear her.

He stopped walking and turned his head to face her. The anger that could be seen in his eyes beforehand was replaced by a more somber expression. “You’re free to come with me, you know?” he said as if the option should have been apparent in the first place.

Chamella didn’t respond and turned her gaze to the ground again.

“She can’t leave,” Guise spoke for her. “If she left it would be the same as abandoning her queen.” He turned to Chamella with a grin on his face. “Isn’t that right?”

She didn’t look at Guise. She didn’t even nod to answer his question. She only lifted her eyes to look back at Shade. Even though she said nothing, he could see what her answer was from her apologetic expression.

“Fine,” Shade said, accepting her decision, as he turned around and continued leaving.

Chamella wanted to call out to him, ask him once again to reconsider, but she couldn’t find her voice anymore. She just stood there as she watched him leave.

“Tch,” Guise scoffed as he turned around to head back to his house. “Don’t come crying to me when you get back, Shade,” he called out behind him. “All you’ll get is an ‘I told you so.’”

Chamella now stood in the center of the village by herself. She could see out of the corner of her eyes that some of the other changelings that lived there with them had been eavesdropping on their conversation, but that was of little concern to her right now. She was letting one of her best friends walk out of her life, possibly forever. With a defeated sigh, she resigned herself to her home, hoping that when she awoke in the morning, this would all turn out to be a bad dream or, at the very least, find that Shade had changed his mind and come back.

***** ***** *****

Shade stood gazing at the expanse in front of him. At his hooves were the dried up blades of golden-colored grass that covered most of the Changeling Kingdom, but just a few feet away was the beginning of an ocean of vibrant, green meadows dotted with many beautiful flowers and healthy trees. Where his home was forever frozen in autumn, the rest of Equestria was in the middle of Spring. The only time he had ever left his home was a few days ago, when Chrysalis had led her invasion of Canterlot. During that time, however, he hadn’t had the chance to see how truly beautiful that kingdom was.

He took his first step out of Chrysalis’s kingdom and into Celestia’s. The grass did not crunch under his hoof, it rustled slightly instead. He felt a coldness from the morning dew on his leg. A refreshing coldness. As he let the cool breeze blow through his mane, he closed his eyes and inhaled deeply, taking in the aromatic scent of the flowers as it was carried by the wind.

This is it, he thought. My new home.

Shade had been walking ever since the sun had first peaked out from beyond the horizon. No matter how hard he had tried, he just couldn’t seem to get any sleep. It wasn’t because he was nervous about living somewhere new and it wasn’t because he was already starting to feel homesick. He was excited. The sole reason he slept--or at least tried--was so he could feel rested and energetic the next day. It didn’t really matter in the end though. His anticipation of a new, better life was enough to give him the energy to keep going, even if his eyes were feeling a little heavy.

Many thoughts began to pervade his mind: Where will I end up? Who will I meet? Are these ponies as friendly as I’ve heard they are? Am I doing the right thing? The more he thought, the more doubt began to fester in his mind. He shook his head, trying to jostle these thoughts loose before they started to take root. He’d made his decision. There was no going back now. Well, he could, but Guise would never let him hear the end of it. Besides, he hadn’t lost his resolve just yet.

Shade was definitely enjoying his alone time on this trek. He saw wild animals frolicking, he had stopped to taste the clear, fresh waters of a quiet stream and he even lay down in the soft, moist grass at one point, not to sleep, but just to enjoy the sensation of lying under the sun on a perfect spring morning. He could certainly get used to this.

As he crested the next hill, something appeared before him that changed up the peaceful, grassy landscape he’d been traversing until now: a forest. A green forest. Not the same greens that he saw in the grass and trees he’d been walking past for the last few hours however. The trees of this forest were a darker, almost sickly green. Even from this distance he could see that long vines and twisted roots protruded from them. It was a far cry from what he had seen thus far and reminded him a little too much of the forests from his former home.

As he made his way closer to the treeline, a feeling of uneasiness washed over him. Something about this place made his spine tingle. He could have flown over it, sure, but he never really cared for flying very much in the past. He was the type to stop and smell the roses. Besides, he had flown over Equestria before during the invasion, he wanted to get up close and personal with this new kingdom, even if it meant hiking through these eerie woods.

***** ***** *****

If Shade had felt uneasy before, it was nothing compared to actually being in the forest. Everywhere he went, he felt like there were eyes watching him at all times, even if there were clearly no animals nearby. It was as if the trees themselves were watching, waiting for him to show some sign of weakness before they strike and do who-knows-what. At one point he could swear he saw a face on the worn bark of a knotted trunk.

He was beginning to regret not flying over this place. Looking up he could see that that wasn’t really a viable option right now. The forest canopy completely blocked out the sky in a tangled net of vines and jagged branches. If he tried to fly up, he’d be ensnared like a fly in a web, resigned to a fate of being a meal for whatever the first foul predator it was that happened upon him.

Turning back now was also out of the question. He had only been in there for around ten minutes but already found himself quite lost. It seemed like whenever he walked more than ten feet, he’d turn around and see that the path behind him looked completely different. He didn’t know if it was just his mind playing tricks on him or if this place really did have a mind of it’s own.

With the sunlight completely blotted out, the forest was pitch black. The only reason he could see to any degree right now was because changelings were nocturnal creatures by nature. They could spend a great deal of time in the sun just fine, but hunting usually occurred during the night. If it were a normal pony in his position right now, they’d be wandering blindly and would be much worse off than he was. He’d never truly appreciated being nocturnal until now and was thanking his lucky stars for that gift.

An hour had passed since he had gotten here or, at least, that’s what it felt like. Without a clear view of the sun and sky he couldn’t accurately gauge time. He thought of where the sun had been positioned before he had entered the forest. If he was recalling correctly, then he remembered it being almost directly above him, which meant it had almost been noon. By that estimate, it was probably well past noon now, perhaps almost one. But, again, he was just guessing.

This place was starting to get the better of him now. His legs were beginning to hurt, his hooves throbbing in protest to his walking. Either his sleepless night was catching up to him or the forest was actually sapping his energy somehow. At this point, he wouldn’t have been surprised if it had been the latter. Whatever the case, he needed to rest, just to get his muscles to stop aching. He definitely was not going to risk taking a nap in this creepy place. He stopped walking and stretched his tired muscles, letting out a long yawn as he did so.

There was a sound, like a sharp inhalation. A gasp of breath.

Shade froze. Up until now he had thought he heard noises coming from shrubs and trees and whatnot, but, considering he hadn’t seen another living creature since he’d been here, he had chalked it up to paranoia. But that was clearly not just the wind. He stood perfectly still, listening intently for whatever is was that made that noise.

Breathing. That’s what he was hearing. He could hear the haggard breath of some unknown creature nearby. He tried to focus on the direction that it was coming from.

Behind me? Shade slowly turned his head, trying to avoid making any sudden movements so as not to provoke this potential threat into attacking him.

What he saw was most assuredly not what he was expecting. A unicorn, laying against the tree he had just passed, hidden between its large twisted roots. It was a stallion with a short, cobalt mane. His cutie mark was some strange symbol he had never seen before, like a black cross with an arrow at each end.

But by far his most noticeable feature was his otherwise pristine, white coat, stained red with his own blood. He had a large gash in his side that was bleeding profusely. The pool of blood that had accumulated on the dirt and grass beneath him suggested that he had been here for some time. Shade’s eyes followed a trail of blood that led from the unicorn to the bushes off to his right. It was obvious that he had been attacked by something, but by what Shade had no idea nor did he want to think too hard about it. It was probably by some stroke of pure luck he was even able to escape with his life.

He was still breathing at least. If he wasn’t, then Shade may not have even noticed him and continued his trek through the woods, none the wiser. Although now it was difficult not to notice the pungent odor of freshly spilled blood overpowering the various other strange scents of this forest.

The unicorn was shivering. Not surprising considering how much blood he’d lost. But it may not have been the loss of body heat that was causing his trembling. He was staring straight at Shade, his emerald eyes wide and pupils shrunk down to the size of pin pricks.

He was afraid.

Shade chanced a quick glance behind himself to make sure he hadn’t been staring past him at something that may have been sneaking up from behind instead of directly at him. When he saw nothing there he took a cautious step closer to the shuddering pony. The unicorn weakly kicked his legs at the dirt, huddling closer to the tree. Shade stopped in his tracks.

Is he afraid of...me?

After what this pony had no doubt been through, he shouldn’t have been surprised. Shade would be scared too if he had been mauled by some vicious beast to near death.

“Calm down,” Shade said quietly, both to try and comfort the unicorn and to avoid attracting the attention of any nearby threats. “I’m not going to hurt you. I want to help.” He honestly didn’t even know if he could help at this point. He didn’t know how to treat wounds like this, plus he had no idea where to find somepony who could help.

“S-stay away,” the stallion stammered weakly.

“Listen, I just want to help you,” his attempt at comforting him didn’t seem to be working too well.

“Yeah, sure,” he said sarcastically, his terror-filled expression turning into a scowl, but fear still evident in his voice. “I let you try and help me, then you do away with me and take my place.”

It seemed the changelings' reputation had preceded him.

“That’s not true,” Shade defended. “I’m not like them. At least, not anymore.”

“Right, and I’m supposed to believe a changeling, the masters of deception?” he spat, raising his voice slightly. Doing so put too much strain on his throat and caused him to cough up a little blood. “I’d rather bleed to death right here before I accept any ‘help’ from one of you...monsters.”

That last word hit Shade hard. It was just like Guise had said. But he steeled himself and found his resolve.

“Look, I’m going to help you whether you want it or not, I’m not like the other changelings,” Shade said firmly before taking a few steps closer to the injured unicorn.

The fear returned to his eyes once more, “N-no, stay back! G-get away from me!”

His panic quickly led to convulsions. He squeezed his eyes shut, clearly in great pain. Shade dared not to take another step closer. His eyes reopened. Whatever energy the stallion had left had been spent and he lay limp on the ground. His gaze slowly turned back to Shade. Without another word, the unicorn’s eyes slowly shut and the sound of his breathing dissipated.

Shade stood motionless for several minutes, taking in what had just happened. The first pony he met since leaving home had just died right in front of him. If anything was going to make him question his decision to leave the Changeling Kingdom, this was it.

That pony had called him a monster, said he’d rather die than accept his help...and he did. Did everypony really see changelings this way? If so, would it really be worth it to try and befriend them? Maybe Guise was right...

Maybe...but that didn’t mean he didn’t still want to try.

It wasn’t something he wanted to do. He had told Guise and Chamella that he wouldn’t impersonate anypony. He wanted to prove he could live with them as he was, not as somepony else. But after what he had just experienced, did he really have a choice?

Shade continued to stare at the lifeless unicorn laying before him, contemplating what he would do.

With great remorse, Shade shut his eyes. His curved horn began to glow with an eerie, green aura and his body became enveloped in emerald flames.

When the flames died down, there was no longer a changeling standing in that forest. In his place was a white-coated unicorn stallion with a short, blue mane and a strange cutie mark in the shape of a black cross adorned with four arrows.

Shade was the spitting image of the pony whose body lay in front of him. The only difference was the lack of blood on his coat. It made him feel guilty. Impersonating a dead pony was easy. There was nopony who could rat him out. It felt like he was cheating somehow.

He didn’t want to remain there any longer. If he did, he feared he’d become sick, partly from being so close to the dead pony and having the impermeable scent of blood filling his nostrils, and partly because he was disgusted with himself for stooping so low. He turned his back to the body and returned to his trek through the seemingly endless forest.

***** ***** *****

This wasn’t the plan. This wasn’t the plan at all.

He had left the Changeling Kingdom with the intent to better himself and create a better image of his people in the eyes of the ponies. But now that seemed like a fool’s errand. What confidence he had in himself had been shot. If somepony on the brink of death wasn’t willing to accept a hoof extended in concern for another’s well being, what hope did he have with the ones who were alive and healthy?

This didn’t mean he had completely given up, however. Maybe he wouldn’t be able to redeem the changeling’s sour reputation, but he still had a chance at becoming an upstanding and productive member of pony society, even if that meant posing as one.

Shade couldn’t concentrate on these problems anymore. There were more immediate things occupying his mind: his lack of sleep and his aching hooves. It must have been mid-afternoon by now. He’d been hiking through the trees for a few hours with no end in sight. He assured himself that if he continued walking straight ahead he’d eventually find an exit. The densely packed foliage made that rather difficult. On multiple occasions he had been forced to change his path in order to negotiate around a patch of brambles or a large, fallen tree. He could very well have been walking in circles for all he knew.

He couldn’t take it anymore. Shade collapsed onto the ground with a thud and sighed deeply. Despite the current situation and recent events, a smile crept onto his face. He was happy just to be off his hooves for any length of time. The pain slowly melted away, but as for his weariness, he still didn’t have the courage to try and fall asleep here. That would have to wait until he got out of the forest. He tried to force his eyes to remain open. He was afraid that if they were to close for even a second he would drift off to dreamland immediately.

Something caught his eye. Through the bushes ahead of him he could see something: a flickering light. He rose to his hooves again, his curiosity overriding the complaints of his weary muscles. Shade slowly crept towards the shrubs. This light could very well be from some unknown creature and he wasn’t about get complacent. He carefully parted the leaves and twigs, making as little noise as possible.

A house? Here?

At least, he assumed it was a house. From the outside, it looked like a large, twisted tree. It’s mangled branches and roots made it look rather sinister. The light he had seen was being emitted by several lanterns teeming with fireflies hanging from the walls of the building. The place itself honestly didn’t look much better than the changeling’s had back home. It was certainly more stable though, and more decorated, with various bizarre markings and objects plastered all about the abode. It was obvious that somepony lived here, but the question was, why would somepony want to live here?

Shade emerged from his hiding place to investigate further. Surely if somepony did live here, they probably knew the forest well and if they knew the forest then they could lead him out. He’d finally be free of this accursed place.

He approached the building, walking around it until he found the door. Doors were a luxury for changelings. If you could manage to attach a door to your house back home, you’d be the envy of all your neighbors. Everyone else would have to deal with the cold night winds and wild animals wandering in and stealing the food they worked so hard to gather the previous day. Most of the ones who did have a door usually didn’t for long. It would either be torn off by said wild animals, blown away by a strong breeze or outright stolen by other, jealous changelings.

Shade raised his hoof and knocked gently on the door.

No answer.

It was unlikely that whoever owned this place wouldn’t have heard him; the house wasn’t very big. Shade hopped down from the steps at the entrance and sauntered over to a window he saw beforehand. Rising up on his hind legs and planting his front hooves on the windowsill, he peeked inside.

The inside was even more odd than the outside. Again, like the outside, the walls were lined with what looked like masks of some sort and other strange trinkets he didn’t recognize. There were also several shelves that held bottles of some type of liquid. He hadn’t a clue what they could have been though. Most of them were stored in brown containers that looked like they may have been made of wood or stone, but some were in transparent, glass bottles, clearly showing their contents. The mixtures were of varying colors; red, green, blue, purple, orange, even black. He had to wonder if these were even intended for consumption. Perhaps the most unusual thing in the room was a large, black, cast-iron cauldron. It was filled to the brim with some sickly, green liquid and Shade could see chunks of...something floating in the broth. A flame had been lit underneath the pot indicating that somepony was here recently.

Shade dropped his hooves back onto the dirt. “Well, they may not be home right now, but they have to come back sometime, right?” he said to himself. He planted himself on the steps and waited patiently. For all he knew, they might have suffered the same fate as that other pony. Heck, that pony might have been the owner of this place. He let out a hopeless sigh realizing he could be sitting here for days waiting for nopony.

“What is this I see before me? A strange pony alone in the Everfree?”

Shade turned his head sharply to his left, caught off guard by the voice that had somehow snuck up on him.

A pony! No, wait, she’s not a pony, she’s a zebra. Eh, close enough.

Shade had honestly never seen a zebra before, but knew enough to identify one. She was, as all zebra tend to be, covered from head to hoof with black and white stripes. She wore her mane in a similarly striped mohawk and her right foreleg and neck were adorned with golden rings. She was wearing a pair of saddlebags over here back that looked to be holding various types of plants. Shade didn’t know what they were for nor did he care much at the moment.

“Uh, hi,” Shade stammered, attempting to sound like he wasn’t hiding anything and doing a poor job of it. “Is this your house?”

The zebra smiled. “This is indeed my very own home. But tell me, what are you doing here all alone?” She walked closer to Shade.

“I...” He blanked. He hadn’t thought to come up with an excuse for why he was here or what he was doing. He was going to have to wing it...or simply tell the truth. “I was traveling,” he began, “And I wandered into this forest and got lost.” A simple and truthful explanation, although he purposefully left out some of the details.

“You are not from around here, I see. Most ponies know not to enter Everfree.”

“Everfree? Is that where am right now? Is this place really that dangerous?” Shade asked.

“That is correct, my unicorn friend. In the Everfree Forest, many ponies have met their end.”

Shade’s thoughts flashed with guilt. She had no idea that she was actually talking to one of those ponies.

“You look like you’ve been through quite a test. Why not come inside and have a rest?” she offered, flashing a friendly smile before climbing the steps and opening the door. Shade was beginning to realize that those rhymes were probably not a coincidence.

But she was right; all that wandering around the Everfree Forest had left him a little worse for wear. Looking at himself, he noticed that many small twigs and leaves had stuck fast to his white coat. He’d never have this problem if he had remained in his changeling form. Grooming must be quite a chore for these ponies. He had various nicks and scrapes on his legs as well. He had been in so much agony up until this point anyway so he had hardly noticed.

Shade followed the zebra into her home. He saw no reason to take in his new surroundings as he had already scanned the interior through the window, although now a fragrant aroma wafted about his nose. He couldn’t really tell if it was pleasant or repulsive. The only thing he could be certain of is that it was coming from that cauldron in the middle of the room.

“It is always a pleasure to meet somepony new,” the zebra began. “I am Zecora. What name has been given to you?”

He sat down on the floor near the cauldron. “Shade.” He didn’t even think before answering and was silently cursing himself for saying it. He just counted himself lucky that Zecora didn’t seem to recognize the pony he was imitating. He was really starting to wish that shapeshifting wasn't limited to one's memories of existing ponies, or, at the very least, that he had been able to get the name of the deceased unicorn. It would be bad news if he ended up running into somepony who recognized him.

Zecora flashed him a brief smile in acknowledgement before removing her saddlebags. She began to remove their contents and dropped them straight into the cauldron. Shade couldn’t help but voice his curiosity.

“What is that stuff? It smells weird.”

“It may seem strange to you pony bunch, but to me, I simply call it lunch.”

She was planning on eating that stuff? It looked like something that had already been eaten, tossed up and eaten again.

A loud, gurgling sound resonating throughout the abode. Shade glanced down at his stomach. The mere mention of food had apparently caught its attention, even if it was this stuff. He hadn’t eaten all day. Something about watching a pony die right in front of you had a way of ruining one’s appetite, but there was no ignoring it now.

Before Shade could even say a word, Zecora had placed a bowl in front of him filled with the green stew. The grumbling of his stomach had apparently been noticed and she sought to remedy it. A kind gesture, but not one Shade was sure he was brave enough to accept.

“It is a recipe from one of my homeland’s cookbooks. I assure you it is tastier than it looks.” Zecora had filled her own bowl with the broth and place her lips on its rim to take a sip.

Shade stared at the bowl with a skeptical grimace. He slowly levitated it towards his face. The closer it got to his nose, the more repelling the scent seemed to get, yet his belly was urging him to continue. With great trepidation, he finally put his lips to the bowl and allowed the concoction to pour into his mouth. He squeezed his eyes shut in preparation for whatever hideous flavor the soup decided to take.

He opened his eyes again. To his surprise and relief, it actually tasted pretty good, just as Zecora said. It had a somewhat earthy flavor, probably from the various herbs that she had mixed in. The chunks that floated within the brew he now recognized as vegetables. Bits of potatoes and carrots and turnips gave the soup a hearty aftertaste. He gladly took another sip, followed by a large gulp, downing half the bowl in just a few seconds, stopping only to breathe or chew the vegetable chunks.

It was strange though. It was not unheard of for changelings to eat plants and fruit, but for the most part they were carnivores and insectivores. However, he found himself enjoying this vegetarian dish and eating it with great zeal. He wasn’t sure if it should simply be attributed to his hunger or perhaps his current form was having an effect on his cravings. Either way he didn’t really care, food this good was a rare commodity to changelings. They never were ones to turn down an easy meal.

After consuming no less than three bowls of the bizarre, yet delicious, soup, Shade’s hunger was finally sated and Zecora had decided to strike up a conversation.

“So, you say you are a traveler, yes? For what reason are you on this quest?”

Again, Shade thought that the truth would be the easiest answer here. “I needed to get away from home. I wasn’t exactly enjoying the life I was living there, so I figured I’d try to find somewhere else to settle down.”

“Ah, then you’ve traversed all the proper fields and hills. You are but a hop, skip and a jump from fair Ponyville.”

“Ponyville?” How quaint.

“Indeed. After you have rested I can take you there. I will guide you through the forest, does that sound fair?”

“Yeah, that’d be great,” Shade exclaimed with great enthusiasm. “Thanks, Zecora.”

Zecora smiled and nodded, seemingly satisfied with the information she had received. Shade stood up and began to use his magic to pluck the debris from his coat. It probably would’ve been more courteous to do so before entering somepony else’s home, but Zecora didn’t seem to mind.

***** ***** *****

Shade felt much less apprehensive about going back out into the forest now that he had a trustworthy guide and had gotten his stamina back. Zecora was nice enough to let him get a few hours sleep before they left and he was grateful for the opportunity. Now that he had a destination in mind, he was enough at ease to actually get some much needed shut eye.

Any ounce of anxiety he was still experiencing had melted away in the conversation he had been having with Zecora. He tried desperately to keep the topic focused on her as he didn’t want to risk revealing too much about himself and he hadn’t fabricated a believable story yet.

Out of curiosity, he asked Zecora what kinds of creatures lived in the Everfree Forest, trying to get an idea of what might have attacked that unicorn. She made mention of animals he’d never heard of before; timberwolves, lupine creatures that seemed to have bodies totally comprised of wood and branches, and ursa minors and ursa majors, colossal bears with a coat resembling the night sky, were the most noteworthy in his mind. He made mental notes regarding any others she mentioned as well, such as manticores and river serpents.

He asked Zecora why she had decided to live in a place as fraught with peril as this. She responded by telling him that she had an extensive understanding of the behavior of those creatures and knew how to deal with them--or rather avoid them altogether. The Everfree Forest was also a prime locale to harvest medicinal herbs for making potions and ointments used for treating illnesses and wounds she told him. He made the connection in his head, realizing the purpose of all the bottled substances in her home. She apparently made a living by making these medicines and selling them in Ponyville.

Shade had been using his magic to help light the way as they went, hoping that Zecora wouldn’t find anything suspicious about the neon green glow that his horn was producing, but he soon discovered that it was no longer required. The path they were on was gradually becoming brighter. Looking up, he could actually see patches of sky through the treetops as the forest seemed to be getting less dense. He finally allowed his magic to dissipate when he saw a light further down the path.

“Do you see? It is just up ahead. We have found the exit, just as I said,” Zecora pointed out, a note of pride in her voice.

Shade couldn’t keep the smile off of his face. He was so glad to finally be out of that creepy forest. He made a short sprint to the exit and stopped just outside to take in the new sight before him.


A small, yet busy, community teeming with ponies left and right. He could hardly believe a town as vibrant and cheerful looking as this could be so close to a creepy, desolate place like the Everfree Forest.

Zecora leisurely trotted up next to him. “Everypony here is quite friendly. I’m sure you’ll soon have friends aplenty.”

“Thank you so much Zecora,” Shade said gratefully. “If there’s anything I can do to repay you for all you’ve done just name it.”

Zecora smiled. “What I’ve done for you is no chore. After all, isn’t that what friends are for?”

She turned around to return to the forest, waving a hoof to Shade as she left. He returned the gesture before focusing his attention back at the town before him.

“So, this is it, huh?” he mused.

He started towards the town, feeling nervous but excited all the same. Who will I meet? What are these ponies like? Will I make a good impression? These questions weren’t a hindrance to him in any way, if anything they just made him even more eager. A new, better life awaited just ahead of him.

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